Unexpected Desire
by Sumthinelse
Summary: A battle for control between Ray and Felicity begins when she gets stuck underneath his desk and from there they stumble their way into something new. Spoilers through 3.09 Ray/Felicity. Mention of past Oliver/Felicity **Mind the rating
1. Surprise

In retrospect she should've known, Felicity Smoak told herself; it should have been obvious. Ray Palmer, her boss, was a big man. She worked with big, muscular men and knew what she was talking about. Oliver was over six feet, Diggle was even taller and made of muscle, but Ray had a 'bigness' about him, as if he was accustomed to taking up more space than most of the people around him. Now, crouched underneath his desk and stuck between his thighs she found herself staring at clear evidence that Ray was proportionally endowed. He didn't wear tight pants, but when he sat down, and she was eye level with his zipper, she could see the outline of his attributes. Her jaw dropped and she stared openly wondering just how big, if this was his size in a normal, flaccid state, he would be when fully erect. Her hazy, chemically compromised brain focused on this one question until her grip on the insides of his thighs appeared to be the way to get that answer.

Twelve minutes earlier:

Most of the floors were dark in the building as Felicity walked in, rubbing her neck and yawning. She entered Ray palmer's well-lit office, tablet in hand, and promptly bumped into him. It was like walking into a wall; a wall holding a cup of cold coffee.

"Woah," he said, reaching out to steady her, while the cold, dark liquid splashed over his shirt and jacket. "Felicity?" He looked at her curiously while absently loosening his tie and removing it. "What are you doing here?"

"Um, what are you doing here?" Felicity asked, surprised to see him this late.

"Answer my question, first." He turned away and removed his jacket, going to the closet. Felicity followed him, stumbling on her high heels. He narrowed his eyes at her but continued to unbutton his soiled shirt.

"I left early to go to the gym downstairs and came back to finish up a few things," She said. She stared at the big man's bare chest as he moistened a handkerchief with bottled water and absently rubbed at his abdomen where the drink had spilled.

"Eyes up here, Smoak," he said, snapping his fingers in front of her face. He leaned close and looked at her eyes. "Are you okay?"

"Yeah," she answered, quickly.

"I've never known you to be so devoted to the gym that you'd leave work early," he continued, holding her gaze. "Felicity, are you drunk?"

"No," she replied before considering it for a moment. "Well, maybe."

He took her arm and led her over to his work table. He pushed her into the large, high-backed, chair and loomed over her. "Explain, please?"

"Can you put on a shirt?" she asked, feeling a bit reckless. "Or can I touch it?"

"No," Ray answered, intercepting her hand on its way to his pectoral muscle. He turned away and went back to the closet where he put on a blue dress shirt, one he tended to use for business dinners, and buttoned it, draping a clean tie around the collar and returning to the work table as he tied it. It had several designs on it for a new building he planned to open in Metropolis. The bulky table had a stainless steel front and sides with drawers for drafting supplies. It wasn't sleek and modern like his personal desk but it suited its purpose. "Did you go out to dinner?"

"I didn't have any opiates so I had to settle for Advil," she answered, helpfully. "The massage made me a bit sleepy after they served the wine."

"Why would you want opiates and be forced to settle for wine and Advil?"

"I woke up with a ridiculously stiff neck this morning." Felicity rubbed her neck thoughtfully. "It was interfering with work so I went to get a massage." She smiled again, "I sat in the sauna and took a hot shower afterwards and I have to tell you, I'm feeling no pain right now."

Ray sighed heavily and poured her a glass of water from the open bottle.

"You're probably dehydrated too. I'll have someone take you home, Felicity."

"What about you?" she asked, and immediately wanted to kick herself. She had apparently lost even her weak filter along with her keener senses.

"I'm here to meet with the head of marketing to look at some of her ideas for a series of commercials we're going to run about the different communities here in the city and how the company is benefitting them."

Felicity listened and absently nodded her head. She stood up too quickly and fell forward on wobbly legs. Ray put his arms around her and held her up while she steadied herself. She looked up at him with gratitude and affection. Her expressions were unguarded for the first time and he lowered his head, kissing her lips, gently at first and then with more vigor when she wrapped her arms around his middle. He cupped her face with one hand and placed the other at the small of her back, squeezing her close. His lips were strong and she didn't think the wine was making her knees weak now.

"Mr. Palmer?" They broke apart at the sound of a voice from the hall. Ray grabbed Felicity's arm and brought her back around the work desk.

"Get under here," he said, pushing her underneath. "She can't see you drunk."

"Ray!" she said in a harsh whisper.

"I'll get her to leave and then you can sneak out." He straightened his tie and picked up his jacket, sliding his arms into the sleeves as Marjorie Webber, head of marketing and advertising walked in. She was a handsome, elegant woman in her early fifties and she carried a tablet and notebook under her arm. They shook hands, briefly and he thanked her for meeting with him so late.

"I think I'm most creative in the evenings," she said with a warm smile. "Always been more of a night owl than an early bird."

"I forget what sleep is like some nights," he replied. "We can talk in the coffee shop if you'd be more comfortable there," he offered but she shook her head, setting down her tablet on his work desk.

Felicity braced her hands to keep herself from falling over. She hoped she was silent. Ray saved her by using his remote to turn on some streaming music from his stereo.

"I enjoy classical," Marjorie said. "I especially love Vivaldi's seasons."

"Ladies always like Vivaldi," Ray replied with good humor. Marjorie looked at the work desk with interest. He moved around the table quickly and sat in the chair.

"May I borrow a pencil?" Marjorie asked, moving towards him.

"Oh," he said, feeling relieved. "Here," He fumbled for one and scooted his legs under the desk to hide the woman crouched there; Marjorie took her glasses out of her pocket and unfolded them; Ray relaxed a little.

Felicity was crowded under the desk. It was fairly large, as desks went, but hardly roomy enough for one woman and half of a man. She heard Marjorie decline an offer to re-locate to one of the other offices and said she had everything she needed with her. Ray pressed a button, raising the level of the desk. It was adjustable for sitting or standing and could tilt or remain flat depending on the user's needs.

Felicity was grateful for the extra space and held onto Ray's legs, between which she was currently wedged, and shifted into a more comfortable position. She heard Marjorie talking about her ideas for the commercials before she pulled the videos up on her tablet. Ray started asking questions and leaned back in his chair. She gritted her teeth when she realized she was stuck for their entire meeting. She should've just left the office; a brief encounter where she appeared drunk was a risk, but now if she got up, there would be no easy explanation. She'd been accused of sleeping with Oliver in the past and didn't want to encourage any rumors with her new boss.

Felicity's leg started to cramp and she tried to ease the discomfort by taking the weight off her ridiculous shoes. She managed to shift around so that she was on her knees when she happened to glance at the front of his trousers and lost all other train of thought.

Ray tried to focus on Marjorie and what she was saying while she cued up the first in a series of commercials. He asked if he could view all of them and save his questions until the end. He could feel Felicity settle between his legs but her hands stayed on the insides of his thighs. He knew she didn't have much space but her touch made him think about other things. He asked Marjorie to turn off the lights closest to the door and she complied, walking far enough away that he could push back his chair slightly and glance down at the trapped blonde.

"What are you doing?" he whispered while Marjorie's back was turned. Felicity looked startled and glanced up at him. She shrugged meekly and adjusted her grip on his legs. He pushed back close to the desk, but Felicity stayed in the same spot and he realized she might have noticed how her closeness had affected his body. When he felt her fingers creeping up his legs toward the area of his trousers that was getting tighter by the second he sat up straight and tried to smile as Marjorie sat down across from him.

"Are you feeling alright?" she asked, starting the video.

"Yeah, I'm a bit stiff, but I'll get it taken care of as soon as we're done."

"I won't keep you long, then," she said with a hint of concern in her voice. He looked at the tablet screen helplessly as Felicity took the initiative below his belt.

The front of Ray's pants tented outward and she found herself reaching for his zipper. A monster like that would be a pretty amazing sight and her pleasant buzz had her nearly giggling about the strangeness of her current situation. He'd kissed her right before practically throwing her to her knees and putting his pelvis in her personal space. He was supposed to be helping her escape but he'd trapped her instead. One of his hands grabbed hers before the zipper was more than halfway down and held it firmly, confusing her even more. She wasn't sure if he wanted her to stop or do something different so she used the other hand to stroke him through the fabric. She heard his swift intake of breath and he let go of her hand immediately. She decided to take that as compliance.

Ray couldn't believe was Felicity was doing. It had been nearly a year since anyone had touched him like that. He managed to hold himself still while she squeezed and stroked his aching penis. He watched the commercials and nodded at Marjorie's ideas. When he felt her unzip his pants completely and slide her cool fingers inside his boxer shorts to touch his hot skin he let out a whimper. Marjorie asked him if he was alright again.

"Just a muscle spasm," he said, knowing that he was probably turning red.

Felicity could barely get her fingers all the way around the base of the pulsing organ and the head was broad and warm. She found herself moving forward and running her tongue from the base all the way to the tip, although she had to tilt her head to the side to avoid hitting her head on the underside of the desk. She licked him again and teased the sensitive spot underneath the head and then ran her tongue around the rim. It had been so long since she'd had a man in her hands like this. She and Oliver hadn't managed to get to the petting stage due to one crisis or another. Her needs always came second to her job, her vigilante activities, and Oliver's fear. Tonight she would take the bull by the horns and do what _she_ needed to do. Right now, she needed to take control of Ray Palmer.

Ray's hand clutched her shoulder and urged her forward as he spoke with Marjorie about the commercials. To his credit, he didn't make a noise when Felicity's lips engulfed him. He enjoyed sex like any man, but he really loved getting head. She slid him into her mouth as far as he would go and back out. He tried to pull on her again but as soon as his hand pressed the back of her neck, she moved off to the side. He clenched his fists on his desk instead and she went back to work.

"Don't get up," Marjorie said, standing to go. She took her tablet and notepad, smiling at him and shaking his hand. "You should check out the sauna, or the hot tub downstairs."

"I might do that," he called out, choking on the last word when Felicity started to suck. Marjorie asked if he wanted the lights back on but he shook his head. She walked out slowly and paused, turning and walking back to the desk, causing his heart to leap into his throat.

"I forgot your pencil," she said, holding it out. He took it with a shaky hand and thanked her.

"Felicity, what are you doing to me?" Ray said with a harsh moan. His fingers clenched and unclenched but he didn't reach for her. He leaned back in his chair and looked at the ceiling. She sucked him hard and worked him with her mouth and her hands. "Ah!" he gasped when she slid him deep into her throat and grabbed her ponytail reflexively. She immediately took him out of her mouth and looked up at him sweetly. "Don't stop," he begged breathlessly. "Please don't stop." She worked her hand up and down his shaft. "Oh God," he gasped. "Use your mouth...please?" He refrained from pushing her head down; she clearly didn't like it, but gripped the top of his tall chair, one hand on either side of his head and bit his lip when she resumed her attentions.

Felicity's mouth felt amazing and Ray knew he wouldn't last long. "One minute warning," he breathed rocking his hips in a rhythm that matched hers. Glancing down, the sight of the blonde ponytail bobbing up and down over his lap made his stomach clench painfully. He lost it when she started to hum. "I'm about to go," he said. She sucked him harder making the end arrive with lights exploding behind his eyes and his hips thrusting up, pushing into the back of her throat. He managed to let out only a low groan instead of the shout that threatened to erupt.

When Ray's vision cleared, Felicity was pushing his chair back, standing up, straightening her skirt and brushing off her blouse. She picked up the bottle of water and took a discreet swig. She was amazing, wonderful, sexy and powerful. He blushed like a shy boy when he thought of how desperate he'd acted once she'd started to touch him. It had been a huge risk that she'd taken and the results could have ended her career. He tucked himself away before grabbing her roughly by the shoulders. He couldn't speak right away.

"What's wrong?" she asked, surprised by the anger on his face.

"Do you have any idea what could've happened?" he asked, harshly. He didn't raise his voice, he never raised his voice. "If Marjorie saw you it would be a disaster."

"You were supposed to get her out of the room so I could get out without her seeing me," Felicity reminded him.

"She didn't want to leave."

"Aren't you her boss?" she asked. "Couldn't you have told her _you_ wanted to hold the meeting somewhere else?" She gave him the opportunity to speak but he just looked down at the floor. "You're the one shoving me under desks and-and" she stopped and her face reddened with shame. "I thought you wanted me to…" she couldn't continue the sentence.

"Blow me under my desk with another person in the room?" he finished. "No, not exactly what I had in mind." He was calm again.

"I always get it wrong," Felicity said, quietly. "I accepted responsibilities working for Oliver Queen that gave me opportunities to prove myself to be more than just an IT support person," she said, walking back to where she'd put her tablet. "All I got there were smirks and whispers about the blonde techie getting promoted to be the assistant to the rich dropout." She shook her head. "I wanted to shout how overqualified I was for the tech job in the first place and defend myself to the accusations that were made behind my back because Oliver and I were _never_ sleeping together." She read the look on his face and felt a little of the fog clear from her head. "You thought so too, didn't you?"

Ray didn't deny it, he just asked, "Why didn't you say that?"

"Whether or not I have a lover, and who he might be is no one's business but mine," she said. "I won't go offering up personal information to quell rumors whispered behind my back."

"Now I have a new boss" she continued. "He _seemed_ to know my value because he went to great lengths to convince me to work for him. I get dinner invitations and kisses in dark offices followed by an apology, a pat on the head, and a 'Sorry I'm still hung up on someone else' speech." She headed for the door but turned around to continue her impromptu monologue. "You kiss me again and I finally start to think there might be something between us. You put the biggest erection I've _ever_ seen, inches from my face, encourage me to finish but it _wasn't_ what you wanted." She looked at the ceiling and raised her hands, exasperated. "I seriously need to start learning how to read your signals, Ray, you were begging for God's sake."

Ray understood her confusion and anger. But he was sure about his feelings regarding control. He was obsessed with it and getting other people to do what he wanted. He could charm and flatter and cajole like the best of them, but he couldn't stand not getting what he wanted. Felicity had assumed total control over him in moments. She'd offered him amazing, forbidden pleasure only to threaten not to deliver it. It gave him a dangerous, competitive feeling.

Felicity tugged on the door handle but it didn't open. Knowing it was futile, she yanked a few more times out of frustration before closing her eyes and pressing her forehead to the cool glass. Behind her she heard Ray's footsteps approaching. She cursed his stupid remotes for everything.

"I have remotes for everything," he said, echoing her thoughts. "I locked the door during your little rant." The big, glass-walled office rarely offered real privacy but Marjorie should have been the last person to leave the floor. "I locked the outer doors as well," he murmured.

"If you want my resignation, you can have it."

"I don't want your resignation, Felicity." He slid his jacket off his shoulders and dropped it on the floor. He loosened his tie and placed his hands on her shoulders. She swallowed but didn't turn around.

"Then what do you want?"

"You made me beg, Felicity," he said, moving his grip down to her upper arms. "I'm not a person who begs people for anything." He squeezed gently. "I want payback." He turned her around and caught her chin in his hand. He tilted her face up to look him in the eye.

Felicity saw the small smile that lacked humor. His dark eyes were hard and hot. He kept his gaze locked with hers and trailed his fingers down the front of her blouse. A button or two went flying when he tore it open with a jerk of his hands but his expression didn't change and his eyes never left hers.

"Okay," Felicity said, startled. She knew he couldn't always act like a good-natured nerd all the time. He had to have a ruthless streak someplace but until now she hadn't seen it. Ray's touch remained very light; he brushed his fingertips over her skin and slid the straps of her bra down her shoulders. "Please-" she began but her cut her off.

"Not yet," he said in his calm, deep voice. "Not until I tell you." He bared her breasts and slid his cool thumbs to the tips and her nipples perked up obediently. He lowered his gaze and his mouth opened slightly. "Is this what you want?" he asked. "Here and now?"

Felicity wanted to say yes. His touch excited her but her pride still stung a little and he'd issued a challenge. "If you had to go through a meeting with me doing this," he continued, "wouldn't you be tempted to say no?" He rubbed her gently and waited for her answer.

"Jury's still out," she finally said. He raised an eyebrow, she stared back defiantly.

"Okay then," Ray said before scooping her up and striding across his office back to the work table. He set her on her feet and swept the contents of the desk top to the floor. Felicity's shirt was still hanging at her elbows and she let it fall behind her to free up her hands. She clutched at Ray's sides when he pressed her against the desk with his body. He pushed her hands to her sides and held them there while he leaned down and laved his tongue over one taught nipple. He scraped it with his teeth and made her shudder. He moved to the other one, the more sensitive of the two and she couldn't hold back a tiny noise. She felt him smile against her breast and squeezed her hands into fists when he used his teeth again. If he wanted to make this a contest, he would be in for a surprise.

Felicity endured the sweet sensations and then Ray knelt in front of her and slid his hands up her legs, pushing her skirt up to her hips. He pressed his face against the soft cotton of her panties and inhaled deeply. He liked having his face between a woman's legs almost as much as he liked receiving similar attention.

"You know," he began, still using his calm voice, "I went from nobody to a billionaire in a matter of years." Blunt fingernails scraped skin as he dragged her panties down her legs and lifted first one foot and then the other out of them. He tucked them absently in his pocket and stared at what he'd revealed for long moments. They all looked different and he believed that a man didn't truly know any woman until he saw this.

Felicity could feel his hot breath and clutched at the desk behind her for support. "I am one of the one percent and I buy things I want," he continued pushing her feet apart and looking up at her from his position. "I'm usually the smartest guy in the room and have the privilege and responsibility of thousands of employees whose livelihoods I could end with the stroke of a pen or a phone call." He shrugged nonchalantly. "And I do that all the time when I break up companies to build bigger and better things." he tugged on her knee until it bent and lifted it, hooking it on his shoulder. "In our modern age I'm one of the people who wield real power, I don't answer to any one individual and I don't rely on public approval or political agendas to get things done." He sighed deeply, never losing his calm tone. "All that power and influence but here I am now," he said softly, "on my knees in front of you."

Ray buried his face between strong, pale thighs and used every skill he'd ever learned. He started with his tongue, licking and fluttering it against her and spearing her entrance and then used his lips, sucking on the tiny sensitive bud in the same repeated manner that she'd used on him. He was hard again, probably hard enough to pound nails but he had the advantage here and wasn't about to waste it with impatience.

Felicity felt her head start to spin with the pleasurable sensations his mouth gave her and felt her grip on the desk slip; she scrambled for balance on her single foot. She felt Ray's hands tighten on her hips in an iron grip, holding her still. She clutched at his shoulders frantically and moaned as she jerked involuntarily. She threaded her fingers into his dark hair and tightened her grip after a particularly intense pull from his lips.

"No," he said, backing off and looking up at Felicity. She nearly cried when his mouth left her, devastated with disappointment and angry with him for teasing so cruelly. He stood up quickly, and lifted her by her hips to sit her on the desk. He took a few moments to remove her shoes with the dangerously spiky heels. Rubbing her thighs together, she held her weight with her hands planted beside her and scooted back until the backs of her knees hit the edge of the desk; she looked up at Ray who loomed over her. His own breathing was labored but his hands went to his waist and slowly began to unbuckle his belt. She reached, deliberately waiting until his hands were busy, for the front of his pants and fondled the enormous bulge.

Ray didn't change expression when Felicity touched him; he kept his gaze steady while he removed his tie and unbuttoned the top buttons of his shirt. He took a condom out of his pocket and paused; he wasn't going to ask permission, it was up to her to stop him if she wanted to. He brushed her hand away from his front and unbuttoned and unzipped his pants; his penis sprang free of its confines and he watched Felicity lick her lips nervously. He felt a spike of primitive satisfaction that she found him physically intimidating. He rolled the latex down his considerable length and pushed the spirited blonde's knees apart, then, with a quick jerk, yanked them towards him.

Felicity fell backwards on the top of the desk and Ray leaned over her. She grabbed his shoulders with a gasp of surprise but he pushed her wrists to the desk top above her head and held them there with one hand. She arched her back and brought her strong legs around his hips. He gripped himself and placed the broad head of his penis at her soft, warm entrance. He felt her stiffen slightly when she felt him.

"Maybe we should slow down," she said, nervously. She was faced with the reality of what a man his size could do. "It's been a while, you know," she continued nervously. Ray raised his eyebrows questioningly.

"Really?" he pushed just the head inside of her and felt his own breath quicken."

"L-last time I got laid, Steve Jobs was still alive," Felicity stammered. "I really don't get action like this every-Oh here we go!" she winced a little at the feeling of steady pressure before her inner tissues reluctantly gave way.

"Fuck," he hissed. She was much tighter than he'd anticipated; he was out of practice and had to fight for self control. Pain wasn't something he wanted her to feel right now. He slid back and then in a few more inches. She groaned and strained against his grip. She shifted her hips, trying to get comfortable and draw him in at the same time. She needed him to penetrate her fully. His free hand went to her breasts, squeezing them and lowering his dark head to kiss and fondle them while he worked his way inside her slowly. "Felicity," he whispered, "Is this what you want right now?"

"So big," she said, feeling stretched to her limit. She took a deep breath and blew it out slowly, forcing her body to relax. Ray took the opportunity and slid in the rest of the way. She made a yelp when he withdrew and thrust back in hard and fast. He kissed her then, holding her chin immobile and pushed his tongue between her lips. He thrust again and felt a tremor run through her. She sucked his tongue the way she'd sucked him and he knew he was running out of time. He forged a steady rhythm that was too slow to bring her to the climax she wanted.

""Say it now, Felicity," he said. "Say it and I'll do whatever you want."

"Ray," she practically cried. "Faster." She didn't get what she wanted immediately so she ground her pelvis up, deepening his entry. He stopped and straightened up, slowing his breath and retreating, fighting her legs as they wrapped around his waist. His face was flushed but his expression was hard.

"That's not begging," he said, turning away from the desk. He was determined to hear what he wanted, even if it meant a cold shower. Felicity got down from the desk and straightened her skirt with trembling hands.

"I should've known you'd just be a tease," she said, breathlessly and bent to pick up her shoes. "All kinds of talk but in the end can't…deliver." She was trembling all over with frustration but the fact that he'd stopped when he clearly wanted to continue made her feel more than stubborn; it brought out the kind of pride that wouldn't be dented with a bullet. Her blunt words definitely had an effect.

Ray's hands caught her around the waist and lifted her off her feet, pushing her to the desk. He bent her over it, face down, forcing her onto her tiptoes, bracing her palms flat. He jerked up the back of her skirt and she was pretty sure she heard some fabric tearing. His fingers dug into the flesh of her hips and he pushed into her so fast that she screamed. He was so hard and throbbing she almost came then but he withdrew and slammed into her again, making her gasp and a small laugh escaped her lips. She had him now; he really shouldn't have gone up against a girl who'd grown accustomed to keeping things to herself.

He leaned close over her back and whispered every filthy thing he'd ever wanted to do to her and what he wanted her to do to him. He told her he wanted her to jerk him off during a board meeting and how he'd show her the proper use for handcuffs in the shower. He told her he was going to lick every inch of her and take her on every flat surface in his apartment, including the walls. He grabbed her ponytail and held it tight, pounding into her so hard she saw stars when she climaxed.

Ray kept going and drawing out the event after Felicity's body had squeezed around him like a tight fist. He thrust erratically through his climax until the pleasurable tremors left him. He braced his hand on the desk and struggled to catch his breath. He withdrew from her warm body and stepped away, leaving her on the desk. She slid off and smoothed her skirt down, checking the seams for damage. Ray straightened his clothes after throwing away the condom. He picked up his tie and walked to the door, clicking the remote to release the locks. He scooped up his jacket from the floor and strolled leisurely out into the hall, whistling merrily.

Felicity donned her shoes and didn't bother to look for her tablet. She smoothed her hair and glanced in the mirror to check her appearance. Other than a rosy glow, she looked completely normal. She felt a bit more sober as well. She couldn't do much about her shirt so she just put her coat on and grabbed her keys from her desk on her way to the elevator.

Ray stood at the elevator bank, waiting. Felicity nodded to the security guard and stood beside her boss.

"How's the neck?" he asked when she rubbed it absently.

"I think I might go have a glass of wine, pop a muscle relaxant and hit the hay," she replied. "Big day tomorrow."

"Right, the board meeting."

The elevator doors opened and he gestured for her to walk in ahead of him. He leaned close to her to press the button for the lobby. "When I bring you to my bed," he said softly, "you _will_ beg."

"Whatever you say, Boss." The elevator doors closed quietly.


	2. Grief

Ray Palmer stood quietly in the doorway to Felicity Smoak's office. She was standing in the dark by one of the large windows, staring out at the city. In the weeks since their encounter in his office she had been unusually silent. She arrived at work early in the morning and left late at night, she attended all meetings and handled everything sent her way with far better efficiency than most people but she wasn't herself. He worried that she was upset with him about the turn of events that had culminated in an intense round of sex on one of his desks. He'd asked her, in a private moment, if she was upset with him or wanted to clear the air but she had sounded surprised by his question.

"No, everything is fine with us, Ray." Her face had softened into a smile, the first he'd seen in days, but the tiny lines that had appeared around her eyes told him she was in pain. He asked her, point blank, if she was pregnant. Her distracted manner could have been easily attributed to the worries of a woman knocked up by her boss. He'd watched her expression, carefully. She'd been confused by his question at first and then embarrassed. "No. I get a shot four times a year." She'd looked at him closely. "Should I be concerned about anything else?"

"No," he'd replied.

"Good, me neither." She'd looked uncomfortable when her assistant, Jerry had joined them. They'd barely spoken to each other about anything unrelated to their work since that conversation. Ray let his footsteps fall naturally now, so she would hear him, but she didn't move and didn't seem to notice him. He approached the window and saw the tears streaming silently down her face. Her chin didn't tremble, her face didn't redden, and her features were relaxed as if the crying was so common she didn't even notice it anymore.

"What's going on, Felicity?" he stood next to her. She took a deep breath and sniffled, wiping her nose with a tissue.

"I can't talk about it, Ray." Her shoulders slumped and he reached out to touch her bare arm. Her skin was dry and cool to the touch.

"Why?"

"Once I talk about it. It's real."

Felicity thought about her comment to Ray when she'd answered him. He'd wanted to take her home but she'd told him she didn't want to be in her townhouse. He'd still poured her into her coat and guided her to the curb where his driver had waited. She went along, numbly. She didn't have the will to argue. They arrived at his building and she vaguely remembered the marble-floored lobby, the elevator, and the door to his place. Her world was small at the moment; it consisted of a slice of window covered by Venetian blinds, the left half of a coffee table covered in technical printouts, and the couch cushions on which she currently lay. She blinked hazily at the blurry outline of her glasses sitting on some of the papers and drifted to sleep.

Felicity woke with a sense of disorientation and confusion; she was lying on her side on a leather couch curled under a suit jacket. She reached for her glasses and sat up, putting them on. She remembered Ray taking her to his apartment and little else after that. She heard a familiar and soothing clicking sound behind her and turned to see her broad-shouldered boss hunched over a laptop at his breakfast bar. The apartment was so large he seemed a mile away.

"You're awake," he said, turning around. The big man rolled his shoulders and stood up. "Hungry?"

"Not yet," she answered with a small shrug.

"The bathroom with the better shower is in the master," he said, pointing down the hall. "I sent Jerry out for something for you to wear."

"Thanks." Felicity stood up and shook the kinks out of her legs. She'd curled them up under the jacket while lying on the couch; now they were a bit stiff.

"Towels are in the linen closet just inside the bathroom door." Ray stood up and walked down the hall, flipping on the lights as he reached them. He waited at the doorway of the bedroom and ushered her in ahead of him. At the office, Ray treated her more or less like an equal, but he was courteous to a fault outside of it.

The bedroom was quite large with a king-sized bed, dark walls, minimal decoration and several work surfaces covered in various instruments and papers typical of someone interested in computer science. "I haven't let a decorator in here," he said, gesturing to the bathroom.

Felicity accepted the large, fluffy, towel ray handed her and walked into a dream of modern, elegant design. The granite floors were dotted with thick, gray rugs and the glassed-in shower took up most of one end of the room. He led the way inside and pointed out which taps controlled the temperature and which enabled the individual shower heads that ran overhead and down the walls. One could blast herself with up to six different streams of water at once from small holes that were set into the smooth stone. There were lights under glass panels in the shower wall that could change color and brightness.

"I think I might move into your shower," she said, absently stroking the smooth wall.

"I'll bring in something for you to wear, if you'll just toss your clothes out, I'll have them cleaned."

Felicity nodded, knowing that she should say something more to Ray but instead she just undressed, wrapped the towel around herself and walked to the door. He waited, patiently for her and exchanged the dirty clothes for a clean t-shirt.

The shower was just as amazing as it looked. The water pressure was high and the young woman let it pound at her aching muscles. She hadn't done anything strenuous in the last few weeks but her lack of quality sleep was taking its toll on her. She washed her hair with the same shampoo Ray used. It smelled fresh and herbal. She squeezed out a sizeable glop of shower gel and carefully scrubbed her limbs and body, feeling a bit invigorated by the care she gave her neglected skin.

The bathroom mirror was heated so there was no steam to fog it up. Wrapped in the towel, felicity stared at her reflection. In spite of the thorough cleansing, her skin still looked dull and her eyes betrayed her lack of rest. She used a moist cotton swab to clean up the shadows left by her mascara. She dropped the towel and put on Ray's shirt. The cotton was soft from being washed repeatedly. It was dark gray and fell past her hips to the middle of her thighs.

Felicity opened the door to let out the steam that hadn't vented into the duct above the shower. She didn't see anyone in the bedroom. Smoothing the garment over her legs she tried to remember the last time she'd worn anything belonging to a man and couldn't help thinking of Oliver lending her his coat in the rain once.

Felicity's shoulders slumped and she sat at the edge of an armchair. She was so tired from crying. Life as Oliver's friend and partner had brought a richness to her life that had enabled her to have more confidence in herself. To be trusted with his safety and the safety of the people they helped was a big responsibility but also an honor. She'd been chosen to protect her city, a city in which she hadn't started out but that she'd chosen as her home. Oliver had become her family before their mutual attraction had reared its head for a brief moment before snuffing out. She'd loved Oliver, but she missed him more as her family and as the Arrow than she missed the flirtation and whisper of romance.

"Felicity?" Ray stood beside her and held out a bag. She looked at him, surprised she hadn't heard him come into the room. "Jerry picked up something he thought you'd be comfortable wearing." He looked at her with the same concerned expression he'd been wearing for the last few weeks.

"Thanks," she said with a ragged voice. She cleared her throat and stood up. Her knees felt weak and she thought about her lunch and breakfast, which she'd failed to actually eat. Ray placed his big, warm hands on her slender shoulders and waited for her to look him in the eye.

"Why can't you tell me what's wrong?"

"I lost a friend," she said, clearing her throat again when it felt like it was closing up.

"Who?"

"I can't talk about it."

"Why not?" he asked, confused.

"You're a smart guy," she said with a sad little smile. "You politely turn a blind eye to how I occasionally help people with my computer skills in a less-than-technically-legal way and I appreciate that." She felt tears threatening to fall again. "My friend was doing something illegal while trying to protect someone close to him. She'd been manipulated by someone who can't be brought to justice by the usual means. To honor his memory, and his wishes, I'm keeping that a secret." She swallowed harshly.

"I confess to being extremely curious but obviously you can't tell me." Ray narrowed his eyes at her. "Are you in any danger from this man?"

"Not that I know of," she replied.

"You're carrying a pretty big burden, Felicity. You should consider saying no to people when they ask you to do things that hurt you."

"It's always been worth the sacrifice," she said, rubbing her arms. "Right now I feel so cold and empty inside, like I'll never be warm again," she continued. "I know how much grief there is still to come because he was a good friend and a good man, and I think the world is a less-awesome place without him." She shook her head. "I'm depressed because it seems like it'll take forever to feel normal again."

"You won't be the person you were before this happened," he said, cupping her cheek and running his thumb gently over the thin, delicate skin under her eye. The edges of her eyelids looked translucent. They were swollen and scuffed from being rubbed with cheap tissues. Fine white flecks of roughened skin clung to the base of her lashes and reminded him of the discomfort one experienced from crying over such a loss. He felt her radiant grief engulf him like a wave when her posture bent forward. His compassion had cracked the fragile shell she'd formed to protect herself from the loss.

Without hesitating, Ray pulled Felicity into his arms and hugged her. She didn't shed more than a few tears, and just sniffled once, but she held him as well, wrapping her arms around his waist and resting her face against his chest.

"I don't want this pain," she whispered.

"What can I do?" he asked. Felicity took a few deep, calming breaths and pulled back to look up at him. Barefoot and dwarfed by his t-shirt, she looked tiny. Her hands slipped up to the back of his neck and she looked at him imploringly.

"I want to feel something instead of grief," she said, softly. Her eyes were luminous blue and shiny with tears. "I want to feel warm again." She tilted her face up to him and he bent down but paused a mere breath away from her lips. "Please, Ray," she whispered. "Please do that for me."

Ray kissed her full on the mouth; he started out softly and slowly. Felicity pressed herself against him and tugged his shirt out of his pants. He dropped the bag he'd carried and walked towards the bed with Felicity backing up in front of him. She unbuttoned his shirt with shaking fingers, pushing the two edges away and smoothing her hands on his broad chest. She pressed her lips to the spot over his heart and closed her eyes, feeling the strength of his body. He took off his shirt, dropped it on the floor and then he tugged at the loose, gray t-shirt she wore. She raised her arms and he slid it up and off, letting it fall to the floor as well. Naked, Felicity was flawless with strong limbs, a slender waist and pleasantly rounded hips. She worked on his belt buckle, brushing the front of his pants and making him instantly hard. He sucked in his breath when she yanked open his zipper and slid her fingers inside. He claimed her mouth for another kiss and pushed her onto the comforter.

Felicity landed on her back and brought one knee up, placing her foot flat on the bed. Ray hastily shoved his pants and boxer briefs down his legs. He toed off his shoes at the same time and leaned down, placing his hands on either side of her waist. He placed kisses on her belly and breasts, acknowledging her impatient tugs on him, drawing him over her. He moved his fingers between her thighs and spread her lips, touching the silky dampness while he watched her face. She looked back up at him, caching his gaze before slowly leaning back on her elbows, closing her eyes and sighing as he continued to tease her with his fingers. Feeling her sufficiently wet, he took hold of her hips and scooted her to the pillows, pulling back the covers so they could both get under.

Felicity accepted his weight between her legs when he joined her between the cool sheets. He let her guide him to her entrance and braced his hands against the headboard of his bed. When he was in the right spot, he pressed forward, entering her slowly and smoothly. She caught her breath and closed her eyes; he was so thick and hard she could feel her inner walls stretching, albeit a touch easier this time. Without the latex barrier he felt hotter. It took a few slow thrusts before he was all the way inside. Ray let her take the lead to the next step. With her eyes closed she ran her fingertips over the thick muscles of his arms and chest. She squirmed impatiently so he started to move slowly while watching her face. Her cheeks colored and she lay back, raising her arms over her head and gripping the wooden headboard between where his hands rested. She curved her hips up when he thrust deeply.

In spite of their physical closeness, Ray knew Felicity wasn't completely with him. He possessed her naked flesh, she was beneath him, breathing hard and kissing his chest; he was inside her but she remained apart. When he slid out of her he felt the sweet drag of her body as if it was reluctant to release him. Holding himself above Felicity in his bed, he couldn't help remembering the last time his hands had held his weight like this. It had been a few days before Anna's death. He'd been about to go to sleep when she'd surprised him by initiating sex after they'd both turned out their lamps. The darkness had been no hindrance. They were so comfortable and familiar with each other, no light and no words had been necessary.

No words were necessary now. Ray felt the ache in his chest and the urge to let Anna go while he held someone else. Grief poured into him as he felt Felicity begin to grind her pelvis up against him. Anna would never be more than a memory to him, no matter how powerfully he'd loved her she was slipping away as his feelings grew for the brilliant and beautiful woman beneath him. He wanted to connect with Felicity and share with her their common loss of something special before it had begun. He wasn't a fool; she whispered his name as she tightened around him, climaxing with arched back and a soft cry, but her thoughts were of Oliver. She didn't need to say whom she was missing, Ray was a genius and had figured out more about the two of them than he'd ever let on.

Felicity reminded herself that she'd chosen to share her pain with Ray because she trusted him. As he thrust inside her with increasing intensity she wrapped her arms around his neck, wanting the closeness she missed with Oliver, or, more accurately, the closeness that might have happened down the road. Ray wasn't a substitute, he was a lifeline; he was her way back to living without someone she had loved. When he returned her embrace and took her mouth as he came, she felt the transfer of warmth on a physical as well as an emotional level.


	3. Business trip

"We should just do it and get it out of the way."

Felicity dropped her toothbrush when she heard Ray Palmer's voice. He stood in the doorway of the bathroom. She spit into the sink, rinsed off her toothbrush and faced him. They hadn't been together since the night she'd admitted to losing a friend and he'd comforted her. That comfort had turned into some intense sex that neither of them had mentioned since. She'd thought about it every time she was close enough to smell him. He had a wonderful, masculine smell that had surrounded her when she woke in the middle of the night. She'd taken the coward's way out that night and stolen away while he'd slept.

"Get it out of the way?" she asked. For a moment her thoughts lingered on Ray's considerable bedroom skills and how satisfied she'd been after their last two encounters.

"So what do you say?" His face was open and inquisitive with the same non-threatening energy he'd displayed at their first meeting in the computer store. His honest face tended to conceal a lot and she knew better than to take his face at face-value.

"I should've slept in the car," she replied, shaking her head. He was messing with her.

"We flew here."

"I should've slept in the jet."

"Too cold," he said. "You can't just leave them running to keep the heat on." He gestured around him to the simply appointed hotel room. "We have heat here."

Ray's company jet had been forced to land, due to mechanical issues, late in the evening at a municipal runway outside Bangor, Maine. The room _wasn't_ the only one available in the city, but with the holidays approaching, there weren't a lot of options. There were only two rooms available at the nicest hotel in the area. It wasn't fancy but it fit Felicity's standards of being part of a reputable chain, not driving up to the door, and having wifi. The pilots had agreed to share a room and Ray had offered to seek out other accommodations but Felicity knew he was tired. She'd agreed to share with him. She had felt it would've been melodramatic to state that he needed to keep his hands to himself, but maybe she had been mistaken.

"Like I said, we should just do it and get it out of the way, and then we can get some sleep." He smiled innocently.

When dealing with someone as smart as Ray Palmer, Felicity had to, not only think outside the box, she had learned to think around corners and upside down. She went over their earlier conversations and considered all non-sexual activities they'd discussed in the past few days that could be done by two people in a hotel room.

"Great idea, boss," she finally said. "Where do you want to do it?" She gave him a sweet smile of her own.

"The floor is probably best for something like this."

"Great, do you want to do it facing each other?" she asked.

"Whichever way you prefer." He wore a t-shirt and pajama pants, she wore leggings and her long sleep shirt. His shoulders and arms looked really good in the thin cotton. She brought her mind back to the present.

"Facing is good at first," she said. "Yoga-" she said, pausing for dramatic effect, "-can be tough on beginners so just follow my lead." On the plane, she'd explained to him how Yoga could help defeat what she referred to as 'Travel Yucks,' or, jet lag combined with the internal discontent that a traveler might feel spending time away from home. He smirked now, all but admitting his attempt at making her uncomfortable.

They stretched together and he mirrored her movements and followed her through a series of flowing poses perfectly.

"That was nice," he said when they were done. He was a little flushed but looked refreshed. "You're a good teacher."

"Admit it," she said, turning away from him and going to the bed. She pulled back the covers and sat down. "It wasn't your first time."

"I confess," he said, crossing the small room and picking up the phone on the night stand. "I have done it, but it's been a while. He dialed the front desk and requested a wake-up call.

Felicity scooted under the covers and moved to the other side of the bed, where her tablet lay plugged into the charger. She slid her leggings off, pulled up their calendar and moved tomorrow's agenda, one meeting at a time, to other spots later in the week. She didn't fit anything into their schedules before the following afternoon since she wasn't sure when they'd return to Starling City, they had been re-entering the U.S. from London when they'd landed in Maine. The overhead light clicked off and in the dim light from the window, she saw Ray move to stand at the foot of the bed.

"Goodnight, Ray," she said. She shut down her tablet, set it down on the night stand and lay back on the pillows. She could see him better without the illuminated tablet screen between them. He watched her for a minute in the dark and then reached for the bottom of his shirt. He removed it and crawled onto the bed.

"I thought you were taking the couch, she said, pulling the covers up to her chin.

"I'm too big." He got under the covers, rolled onto his side and closed his eyes.

"I'm smaller," Felicity said and sat up. When she swung her legs over the edge of the mattress, Ray's long arm snaked around her waist and pulled her to the middle of the bed. He anchored her there but didn't make any attempt to remove clothing.

"Go to sleep, Felicity Smoak."

Felicity considered it and ultimately concluded she didn't want to sleep on the couch. She also found the idea of being closer to Ray appealing. Appealing and tempting. She wished she'd left her leggings on.

The bed was large enough to accommodate them, but didn't have much room to spare when one of the bed partners was six-foot-three. He lay directly behind her, both of them on their right sides. Ray radiated heat like a furnace and Felicity was reminded of the night they'd slept beside each other, at least for a few hours. Felicity barely remembered what it was like to sleep all night in a lover's arms.

"This is one of the things I miss about…being with someone," he said, echoing her thoughts. "Cold feet on my shins, hair in my face, morning breath..." His tone was light but a little sad and his words evoked a sympathetic response in Felicity. She shifted around and placed the icy soles of her feet against his legs. He chuckled and tucked her against his chest.

"Ray, I'm not sure-"

"You can be the big spoon tomorrow," he said with a sigh. "Just go to sleep."

Felicity opened her eyes sleepily a few hours later. She was very warm and tingly. A pleasant sensation rolled through her like ocean waves. Her body was fitted like a puzzle piece against Ray's broad form. She felt his breath against her neck and his hand was limp across her abdomen. She realized why she was feeling tingly; her bottom was nestled against Ray's groin. While _he_ might have been asleep, his lower half was definitely awake and prodding her in the buttocks, very close to the spot where the tingles were originating. She arched her back at the pleasant sensation. Her shirt had ridden up and she found that his pajama pants and her panties made a poor barrier; he gave a responding push and the stiff organ pressed exactly where she wanted it. She held her breath and when he made another rolling thrust against her, she tilted her hips to meet it in the right place again.

Felicity gripped her pillow tightly and held back a moan of longing. She knew it wasn't fair to use Ray's unconscious erection as a libido bump, and surely all that would come of their friction was frustration. She closed her eyes and arched against another of his movements and bit her lip, pressing gently to avoid waking him. She had to stop; she didn't molest people in their sleep.

"You're a pervert, Felicity," she whispered to herself.

Ray drew in a deep breath and made a soft, sleepy sigh. He stretched his shoulder and curled his knees up, bringing her legs along for the ride. He rolled his torso half onto her back and his knee onto the mattress between her legs. _His_ breathing remained steady but Felicity's had stopped. She pressed her lips together when his hips pushed downward against her. She heard blood pounding in her ears and decided she needed to get out of the bed immediately and take a cold shower. Half-trapped by the bulk of her boss, she stretched out her arm and caught the edge of the bed. She started to pull herself away when she heard a soft chuckle in her ear.

Felicity was irritated with herself; of course he was awake. Guys didn't cause that much friction in such an aroused state without waking up. She was a fool, again and pushed her forehead into the pillow. Ray slid his hand under her shirt and boldly cupped one of her breasts. He didn't speak but caressed her silently and picked up the pace on his thrusts. The arm he had pillowed under his head came around her face and brushed her hair off her neck. He pressed his lips to her nape and she sighed.

When a soft moan escaped Felicity's mouth, Ray took it as a sign. He shifted one arm underneath her neck and pushed a hand down her shirt to fondle and tease her nipples; with the other hand he trailed his fingertips down her abdomen and into her panties. There was no hesitation in his actions, he rubbed the pad of his finger against her clitoris with a feather-light touch and Felicity nearly jumped out of her skin. The long digit slid into the wet, silky folds and entered her.

"Ah," she hissed, reaching behind her and grabbing Ray's hip. Her knee supported her lower body and kept her hips turned to the side, allowing full access. As the pressure inside her grew with his thrusting fingers and his palm giving her clitoris just the right amount of friction, she decided to re-evaluate her opinion of him. He was a good man, but he had a clear tendency to be a sex fiend as well. Ray's breath was coming harsher as he rubbed and stroked her with his hands and continued to rock against her from behind. Felicity's climax hit her with speed and she pressed a pillow to her face to stifle her moans as her body contracted around his fingers, soaking them with her juices. He slowly stroked her down from the rush and his hand left her once she stopped trembling and collapsed on her stomach.

Felicity felt like she was melting into the mattress. Her bones had turned to goo and she was a satisfied puddle in the middle of the bed. The rules of sexual etiquette strongly implied that she should, at the very least, offer to return the favor. A big hand planted firmly on her hip stopped her from rolling onto her back. Ray moved her back into the position they'd been in before and pulled her top leg over his, spreading her legs a little wider. She felt him shift around slightly and then his lips were on her neck again.

Ray's dark hair was soft, Felicity slid her fingers into it, tugging gently when she felt him press against her. He made an impatient noise and jerked the back of her panties down over her buttocks. He moved close and she felt the broad head of his erection dip into her. He bit her shoulder and dragged his teeth back to her nape as he started to push inside. He was very big, but her wetness welcomed him, enveloping him in heat. She clenched her fingers in his hair when the pressure got intense and gasped when he slid out and back in, harder.

Ray began a fast, smooth rhythm, rolling his hips along with hers, eventually pulling her knee up higher for a deeper angle. His erection was so hard and hot, she felt like her insides were being speared. His breathing became erratic and his thrusts were harder and faster. She panted and moaned each time his pelvis connected with her bottom. He sank his teeth into her shoulder with a guttural moan as he climaxed, stiffening his whole body, digging his fingers into her thigh and squeezing her breast. He swelled even bigger and she felt him pumping his substance into her. When he finished he loosened his grip and withdrew from her, falling onto his back. They both lay there, catching their breath for a minute or two.

Felicity tugged her panties up when she felt the warm trickle of fluid leaking out of her and scooted to the edge of the bed. She went to the bathroom and turned on the shower. She didn't look at Ray; hadn't really looked at him since he'd climbed into bed with her. She debated offering to let him use the shower first, but ultimately she decided she needed it more. She took care of her immediate bathroom needs and got undressed before walking out, looking for a clean pair of panties. Ray stood by the window, shirtless but wearing his pajama pants. He really was a beautifully built man. She took a second to admire his silhouette.

She walked naked back to the bathroom and stepped in the shower, not bothering to close the door. The warm spray felt good and she picked up the tiny bottle of shower gel and rubbed a liberal amount on her hands.

"Felicity." Ray was in the bathroom, she could see the outline of his body through the curtain. She didn't answer but put her face under the water. She felt a cool draft on her body and then a large pair of hands settled gently on her shoulders. "Are you okay?"

"Sure," she replied. "Why?"

"I wasn't exactly…gentle tonight or the night in my office." He reached over her for the shower gel, poured a little into his palm and went to work on her back. Felicity closed her eyes and enjoyed his touch. "I didn't intend to be…rough with you." He rubbed his thumb over the scar on her right shoulder.

"We're going to need more shower gel in the morning," she said, stepping back and leaning her head against his chest. Without her shoes, she felt tiny in front of him. The top of her head was just at his shoulder. "I won't be able to wash your entire body with just one little bottle." His hands turned her around by the shoulders and she raised her eyes to his.

"I forgot to do something," he said.

"What?"

"This," he lowered his head and kissed her mouth. It was sweet and gentle as sunlight.

"I'd call your performance a bit intense, but you weren't rough tonight," she said, smiling.

"No?"

"No," she replied and then shrugged with nonchalance, "but I'm pretty rugged, so what do I know?"

"Rugged?" he raised his eyebrows. "No." he shook his head, letting a few droplets of water fall from his hair to her face. "You're little and delicate."

"Well, that scar you were just rubbing with your thumb," she said, turning around to face the shower head. "It's from a bullet." She didn't want to see his face when she made that announcement, but considering his request that she help him save the city, she thought it was important to test his resolve.

"What?" Ray's hands left her shoulders. Felicity felt a quick pang of hurt when he backed away from her. She couldn't take it back now, not if she wanted to be honest with him.

"Felicity-" Ray began but she cut him off quickly.

"This is a rough city, Ray." She didn't offer him any lies, but she didn't offer him an explanation.

"I know." He reached past her to turn off the shower. They both toweled off in silence and Felicity put on clean panties and her sleep shirt before crawling back under the covers. Ray joined her but stayed on his side of the bed. "I just want to know one thing," he said once they were lying in the dark.

"What?"

"Can we talk about us?"


	4. A little honesty

A bright bunch of Gerbera daisies appeared beside Felicity's computer screen. She blinked and glanced up.

"Barry!" she said, happily and stood up, walking around her desk to embrace her tall friend. As usual, he vibrated with energy. He squeezed her and kissed her briefly on the lips.

"I didn't know you had company."

Felicity turned, smile still firmly in place, and greeted Ray. She tucked her arm firmly in the crook of Barry's elbow.

"Ray Palmer," she said, nodding to her friend, "Barry Allen."

The men shook hands and Ray reminded himself not to try to crush the slim young man's digits. He looked Barry up and down; tall, almost as tall as Ray and thin as a rail. Felicity smiled at the man Ray guessed was older than he looked. She smiled brightly and with true happiness and he felt a sudden twist of jealousy in his gut that took his breath away.

"What brings you to Starling?" Ray asked, politely.

"Felicity," Barry replied. "I have the night off and I thought I'd surprise her with dinner."

"You cook?" she asked.

"I was thinking of the Indian restaurant down the street, but sure." He glanced at the dark city through the window. "Can you take pity on a guy?"

"Sure," she said. "I was almost done for the night anyway." She placed her hand on Ray's arm, "I'll see you in the morning." And she was gone.

The gentle scent of her perfume teased his senses as she walked away with another man.

Ray considered going back to his office but since he'd been about to ask his Vice President to join him for dinner, he opted to go home instead. He found himself thinking about Barry Allen and Felicity more than his work.

Ray knew that the lovely Miss Smoak wasn't sleeping with Barry. Their chemistry was comfortable and warm without the slightest hint of guilt or tension. He envied the younger man his closeness with her. Felicity was far more closed off than she appeared at first glance. He wondered if this man was part of her secret life. The life she hid from everyone and that she thought she'd hidden from him. He poured himself a beer and sat, looking out his window at the city and pondered the mystery that surrounded the woman he was falling for.

It was close to ten in the evening when Felicity sent Ray a text asking him if he was home and still awake. He replied _yes_ to both queries and that he would be up for a while if her dinner was finished. _I'm downstairs._ She replied. He invited her up and she knocked on his door a few minutes later and greeted him with a wide grin and a fragrant paper bag.

"Beautiful women bearing offerings from a late-night menu will always be welcome at my place," he said, holding the door open for her.

"Before Barry showed up I was going to invite you to get sushi with me," she said, handing him the bag. "Different part of Asia, but it turns out that South Indian food is pretty great." She smiled up at him. "I thought you might enjoy some."

"Thanks," Ray opened the bag. "I spent some time in Chennai a few years ago," he took out a soup container, and a paper take-out, sectioned box with potato curry and firm, oval steamed pillows of lentil and rice. "I didn't realize any restaurants in the area had idli," He said. He eagerly opened the soup container and found a thick, lentil-based soup. "What kind of sambar is this?"

"Carrot," Felicity replied with a slightly smug grin. "I discovered dosas but they don't travel well." She slid onto the couch as Ray put an idli in his mouth before storing the other containers in his refrigerator. "A lot of what they make is Kosher but I have to be careful of nuts because of my allergy."

"Thank you for thinking of me," he said, once he'd swallowed.

"Turns out I do that more often than not lately," she said, quietly. Ray sat beside her and casually laid his arm across the back of the couch, brushing her shoulder with his fingertips.

"You seemed really happy to see your friend." As he spoke, he rubbed a strand of her hair between his fingers. "He seems to have recovered well from his coma."

"I didn't mention his name to you, before," she replied with a sly smile. "Did you look him up after we left?"

"Yes," Ray said, holding her gaze steadily. "You seemed really close to him, and far more relaxed around him than I've seen you with anyone, including your mother." The corner of his mouth quirked up a little, "I haven't seen you let down your guard like that," he continued. "Not even when we're in bed." He watched Felicity's cheeks get slightly pinker and she looked down, briefly. She almost never made any verbal reference to the intimate part of their relationship. Not even when they were engaging in it. "I was a bit envious and hoped to find a wedding photo of him online," he said, shrugging, "-preferably with another man," he finished.

"As you might have found out," Felicity began, "Barry is single, straight, and works for the central City police department in their CSI unit." She waited and when Ray nodded she continued. "We met when he came to offer help when some Queen Consolidated property was stolen," she added.

"And you two became friends?"

"Yes, he and I became close and then he was struck by lightning. I visited him while he was in a coma and after he woke up."

"He seems like a smart guy."

"He is," she said, nodding. "Barry Allen is one of my favorite people." She let the comment sit, unapologetically, for a few moments. "He and I are not romantically involved and in case you were wondering, we have actually verbalized our lack of romantic intentions despite our mutual affection."

"Very direct of you," Ray said, smiling.

"My feelings for Barry are uncomplicated," Felicity cleared her throat before continuing. "My feelings for you are…different." She shifted in her seat. "I know you wanted to talk about it back in Maine." She didn't offer anything else but chewed her lip, a common habit when she was uncomfortable.

"I like to label things," he said after a pause. "I'm organized that way." He got up from the couch and walked down the hall.

Felicity pursed her lips; she hadn't wanted Ray to be hurt by her reluctance to tell him how deep and intense her feelings were. She got up and followed, leaving her shoes and jacket by the couch. She stood in the doorway to the master bedroom and watched him. He was barefoot as well and removed his shirt, standing near the leather bench at the end of the bed with his back to her. She really liked watching him undress.

Walking softly across the carpet, she stood close to him and breathed in his pleasant, warm scent. He unbuckled and removed his belt, dropping it on the floor beside his shoes. She wasn't sure where her feelings fell on the spectrum between 'Like' and 'Love' and she preferred to avoid terms like 'Boyfriend' when other terms like 'Co-worker' were already being used. She could, however, be clear about some things.

"I like how you smell," Felicity said, softly, placing her palm on his broad back. He inhaled slowly when she touched him. She closed her eyes and turned her head, pressing her cheek to his smooth skin. "I like that you pursued me for my mind," she continued. "I was angry that you didn't leave me alone after you bought the company where I worked, but ultimately I'm glad you were persistent."

"I _was_ stalking you," he said, quietly. "My motives were professional, but I invaded your privacy to illegal levels. You were the single most valuable acquisition I needed at the time."

"I like that you really are the smartest guy in _nearly_ every room." She moved her hands to his lean hips and rubbed circles in his flesh with her thumbs.

"I like your choices of lipstick," he put his hands in the pockets of his trousers. "I get distracted looking at your mouth ever since you were under my desk."

"You challenge me to be more than I've ever been," she pressed her lips lightly to his skin. "You make me feel like a smarter person by treating me as an equal."

"I like that there's a lot about you I haven't been able to find, no matter how hard I've looked. You continue to block any efforts to find this information but you never tell me to stop looking. I find that dangerous and thrilling."

"Watching your hands makes me excited." She slid her palms up his sides and around his middle.

"Yesterday I got an erection in the middle of a meeting when I caught a whiff of your perfume. It was the same scent I smelled on your thighs." His confession made Felicity catch her breath.

"Sometimes I like arguing with you because of the look you get in your eyes." She was getting good at honesty.

"Sometimes I feel very base, primitive urges around you that I've never felt before. I want to leave marks on your skin that other men can see."

"Your size and strength bring out the feminine side of me." She caught her breath when Ray turned to face her. He brought her hand to the front of his pants and placed it squarely on his erection.

"Felicity, you bring out the beast inside me." He cupped her face and kissed her, bringing his other hand around her back to unzip her dress. He pushed it down and broke the kiss to stare at her. She reached behind her to unsnap her bra and let it fall to the floor with her dress. She stood in just her lace thong and removed her glasses, setting them on the bench.

"Show me what you'd do right now if you could do anything." It was a bold statement but she trusted him and she wanted him to know that. His gaze was hot and his breathing was rapid. He bent his knees and wrapped his arms around her tightly, lifting her and pulling her legs around his waist. Felicity locked her ankles around his back and squeezed with her thighs. She felt the cool wall against her bare back as his mouth crushed hers.

Ray lifted her with one arm under her buttocks and tore open his trousers with the other, pushing his pants and boxer-briefs down to pool around his ankles. He moved her panties to the side and positioned himself at her entrance. Once he found the right spot and angle, he braced her against the wall and dug his fingers into her thighs.

"Let go," he whispered. Felicity loosened her grip on his hips and let him use gravity to slowly impale her on his thick shaft. He groaned when he was fully embedded in her tight sheath. He shifted his weight and adjusted his grip, using his arms to hold her still while he slid himself out and back in. The friction when their bodies met sent a zing of pleasure through her, causing her to gasp and grip his shoulders, digging her nails in. Ray hissed when he felt the sharp pinpricks against his skin but didn't tell her to stop, picking up his speed and driving her hips downward to meet him. Burying his face in her neck he let himself go, rutting like an animal, biting her shoulder and neck feeling her clench around him in a powerful wave. He heard her crying out his name and she wrapped her arms around his neck, holding on tightly and riding the wave of her climax while he pounded her against the wall until he found his own release.

Felicity panted for breath and adjusted her grip on Ray's neck with slippery arms. His face was still tucked against her neck as he slowed his own breathing. Instead of putting her down, he shifted his grip and stepped out of the tangle of clothing on the floor. He headed to the bathroom and walked directly into the large shower. Standing out of the way, he turned on all six shower heads. He didn't seem tired while he waited for the water to get warm. Once the temperature was right, he held her in the multi-directional spray, letting the hot water blast them both.

"Now I know what this shower was designed for," Felicity said with a laugh.

"I had it custom installed," Ray replied, sliding out of her and letting her trembling legs down. He stripped off her panties and tossed them over his shoulder. He wrapped his arms around her and kissed her forehead, pulling her hair out of its usual ponytail and letting it fall around her shoulders.

"You're about to see me turn into a raccoon," she said, wiping her eyes.

"It suits you," he said, caressing her back and picking up a bottle of shampoo. He applied it to her wet hair and rubbed her scalp gently, running his fingers through her hair until the soap was rinsed away. Felicity did the same for him and followed that up by using some of his shower gel to wash his back and shoulders and then enthusiastically washing his front. She turned her back to him while she washed the makeup from her face, feeling secure enough for him to see her with and without cosmetics, but not the sketchy in-between phase of smeared color.

They dried off silently and Felicity hung her wet underwear on the towel rack to dry. Ray put on a pair of cotton boxers and gave her one of his t-shirts again. When he took her hand, she twined her fingers with his and let him lead her back to the bedroom.

"What kind of perfume do you wear?" he asked. "The one you wore yesterday, I mean."

"_Green Tea_ by Elizabeth Arden," she said, picking up her glasses and putting them on. "You like it?"

"I might not be able to resist next time you wear it to the office."

"Considering the completely unfair double-standard that exists," she said, standing in front of him. "I would prefer to keep this-" she gestured to the bed and the wall, "-between us. It's no one's business and I work too hard to have my credibility dismissed because I'm _actually_ sleeping with the boss."

"I agree that it isn't fair," Ray said, slipping his arms around her. "I also think it should remain between us but as far as your credibility goes…" he tilted his head to the side and rolled his eyes. "I might have started a rumor that you're a badass hacker who swears cyber vengeance on people who cross you."

"Where would you get that idea?" she asked, innocently.

"Might have been the fact that all of my personal and work electronics were hacked an hour after buying a company you worked for." He kissed her lightly. "And my security wasn't bad." He glanced at the large bed, "Will you stay tonight?" he asked. "Like until breakfast?"

"Yes," she said, without hesitation. "But I will ask you to go to my car and get my overnight bag." She bit her lip and looked away. "I packed one most days in case…buttons get ripped off my shirt or I wear my panties in the shower."

"Wise," he said, pulling on a sweatshirt and sweatpants over his boxers and heading for the door, scooping up her keys. "Where did you park?"

"In the lot behind the pharmacy," she answered, jumping onto the bed and climbing under the covers. She stretched like a cat under the covers and waited for him to return. She was happy to have been able to share a little bit of her feelings with him. She'd been totally honest in what she'd shared, but the time would come, sooner or later, when she'd have to draw a line and he would have to choose to accept it or walk away. She found herself dreading the possibility of losing Ray.


End file.
